Equity Transfer Agreement, dated August 15, 2006, by and between International Lvan Co., Ltd. and International Lorain Holding, Inc

EX-10.20 6 exhibit10-20.htm EXHIBIT 10.20 American Lorain Corporation : Exhibit 10.20 - Prepared by TNT Filings

Exhibit 10.20

Equity Transfer Agreement

Transferor: International Laoan Co., Ltd

(Party: A)

Transferee: International Lorain Holding, Inc.

(Party: B)

In accordance with the negotiations between two parties, the two parties conclude this equity transfer agreement, as follows:

I

the two parties are as follows:

Transferor: International Laoan Co., Ltd (Party: A)
Address of Party A:  Road Town, British Virgin Islands
Legal Representatives: Si Chen
Nationality: Chinese

Transferee: International Lorain Holding, Inc. (Party: B)

Address of Party B: George Town, Cayman Islands
Legal Representatives：Hisashi Akazawa
Nationality：Japanese

II

Party A agrees to transfer the equity of Shandong Lorain Foodstuff Co., Ltd, equals to 25% of the register capital, all amount of US$3.15447million (RMB25.22million), to Party B.

III

Within 90 days from the effective day, Part B should pay the equity transfer fee to Part A by bank transfer for 3 times in accordance with the currency and amount stated above.

IV

Party B shares and assumes all the rights and obligations that stated in Junan Hongrun Foodstuff Co., Ltd’s Charter that hold by Party A.

V

If either party of the agreement fail to implement the terms herein partly or totally, the party will bear responsibility for breach of the agreement. Should the breach is caused by two parties; each will take corresponding responsibility for breach of the agreement. The establishment, force, explanation, commences and solution of dispute is governed by the laws of PRC. The disputes between two parties should be resolved through consultations, otherwise, two parties hereby submit to the jurisdiction of the Junan County People's Court.

VI

This agreement is made in the office of Junan Hongrun Foodstuff Co., Ltd. in August 15th of 2006.

Please confirm that the foregoing is in accordance with your understanding of our agreement by signing a copy of this letter

Party A：International Laoan Co., Ltd
Legal Representatives：

Party B：International Lorain Holding, Inc.
Legal Representitives：